The Phantom of New York
by GhostPikachu
Summary: In Phantom Planet, Danny failed to save Earth. Before the Disasteroid hit, he went through a natural portal and is in a city that has heroes. When a ghost starts appearing at night, it doesn't escape the notice of S.H.I.E.L.D.. Spider Man and the others on his team wonder who this ghost is- and whether he is a hero or not.
1. Chapter 1

**I've been wanting to write a crossover for a while. I haven't updated Mutant and Hunted because I am at a complete loss at how to make the next chapter, which is basically transition. Anyway, I was looking through crossovers and there are only two between Danny Phantom and Ultimate Spider Man, and I thought I would write another. This first chapter is almost all Danny, but there will be more Peter later. Oh, and this story involves depression and death and stuff, so if that isn't your thing, walk away. The beginning happens during Phantom Planet.**

**Dislcaimer: I don't own Danny Phantom or Ultimate Spider Man. Onwards!**

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Prologue

The disasteroid just kept hurtling towards Earth. Nothing was going to stop it. Nothing could stop it. I recognized this, and I accepted the fact that I was going to die. Everyone had. I stood with my family, watching satellites record the disasteroid come towards Earth. I had told my family my secret of being half ghost. I thought they ought to know before we all died.

Then, a crazy idea came to me. It couldn't save everyone with the disasteroid that close to Earth, but he might be able to save Amity Park. He recalled that the Bermuda Triangle had natural portals that led to different times and worlds. These would theoretically not go with the Ghost Zone if they closed before the disasteroid hit. Natural portals appeared everywhere in the Bermuda Triangle. If he could get his hands on the infimap…

"Everyone," I said, standing up. "I have a plan that might save us."

Every face in Amity Park lifted, if only a little bit.

The disasteroid was still about half an hour away from hitting Earth, so I had time to get to FarFrozen if I hurried. I rushed back to Fentonworks and got in the specter speeder. I rushed to FarFrozen to get the infimap. Luckily, all the ghosts were off my back since they knew as well as I did that the Ghost Zone would be destroyed as well as Earth. FarFrozen came into sight, and Frostbite was already out.

"Great One! Have you devised a plan to save us?" he asked as I landed.

"More or less. No time to explain. Frostbite, I need the infimap right now," I replied hurriedly.

"Of course, Great One," replied Frostbite. He gave orders to a few FarFrozen people and the infimap was brought quickly. I thanked Frostbite and hurried back to Amity Park.

When I arrived, people were waiting expectantly in front of the portal.

"Everyone, form a line and hold on to the person in front of you," I said, and everyone did as was told. Sam held on to me.

I told the infimap to go to the Bermuda Triangle, and I told it to step on it. I had taken a lot of those thirty minutes getting to FarFrozen and back. We arrived in there, and not a natural portal was in sight.

This had to happen right now. Of all times.

I flew around frantically searching for a natural portal. I could see the disasteroid in the sky now. This was not good. Finally, I spotted one and flew through. Sam accidently let go of me, though, so I whipped around and reached for someone's, anyone's hand to help through the portal. No one. I peered in and everyone stood as the disasteroid was almost on the ground.

My family and friends were smiling at me.

"You really are a hero, Danny," said Jazz.

"We love you, and we're proud of you," Mom and Dad said.

"It was nice knowing an awesome guy like you, dude," said Tucker.

"I love you Danny," said Sam, tossing something through the portal. I tried to fly through the portal but it was already closed too far. I heard a deafening explosion on the other side as it closed.

I fell on my knees and sobbed.

I had failed my family and friends. I had failed the entire planet.

I looked in my hand to see what Sam had tossed. It was the class ring I had originally intended to give to Valerie. The one with Sam's name engraved in it.

There would never be a worse day of my life.

I sped from the scene invisible as people started to accumulate, curious at the deafening sound.

Tears rolled down my cheeks as I clutched Sam's ring.

**0o0o0o0o0o0o0o0o0o0o0o0o0o0o0o**

No matter how many times Fury told me not to, I refused to listen. I deserved a little free ride time on my Spidey cycle once in a while. I was cruising along, enjoying the wind when I heard a deafening sound. Right then, Fury's face appeared on my watch.

"Spider Man, I need you to check out that extremely loud sound I heard. Someone could be in danger."

"Alright, Fury. On my way," I said, and hung up.

I started swinging across the city to investigate.

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**Alright, so that's the prologue! Basically setting up the story as to how Danny got to New York. Again, sorry about the lack of updates for Mutant and Hunted, those of you reading that, I'll figure something out eventually. But for now,**

**Bye! **

**P.S. I LOVE REVIEWS**


	2. Chapter 2

**Yup. This is the drill. I update really close together right after a post a new story, then the updates thin out. I'm extremely happy that this has already gotten reviews and stuffs. People who reviewed, this is my response:**

**Inviso-Al: Not necessarily. The way natural portals work in this story is that all the ones open at once lead to the same place.**

**ThAt CrAzy Ch1ck: Thank you for the constructive criticism. I'll try to polish up on that. I scream, you scream, we all scream for reviews!**

**Tlane484: Wasn't planning on abandoning it. I haven't abandoned any of my stories, despite it being a long time since I've done The Forgotten One.**

**I don't own Danny Phantom or Ultimate Spider Man and blah blah blah… onwards!**

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Chapter 1

The New Guy

(Spidey POV)

Two weeks had passed since that weird explosion sound was heard. Pretty much everyone's stopped talking about it, but I still wonder what in the world it was, considering what I found when I got to the park.

_Flashback_

_ "Alright Fury, on my way," I said, and hung up._

_ I started swinging across the city to investigate._

_ I had my witty banter ready and everything for the fight I was probably going to run into._

_When I arrived, the park it came from had a curious crowd of people, and the park itself was in shambles, but no one hurt. I wondered what would have the power to do that and escape the detection of S.H.I.E.L.D.. I stood on stakeout for a little while before people started leaving, and before long the park was empty. Or what was left of it. I turned to go back to the helicarrier when I saw a boy that looked about my age curled up behind a bush shaking. He was clutching something in his hand with white knuckles. He had messy black hair and was wearing a white and red shirt with jeans and red sneakers. I walked up to him._

"_You alright man?" I asked._

_He shot straight up and bolted away. Maybe he was an anti-spidey or something. I returned to the helicarrier to report my findings. They told me to keep a close eye on the guy I found. Yeah, it's not like he would be hard to find in fricking New York. Sarcasm, my friend, sarcasm. I didn't see why they wanted information on this guy, anyway. I sighed and went home to study for a test._

_The next day, the ghost sightings started._

Back to present

I almost couldn't believe I was still curious about that black haired kid from two weeks ago. I told myself not to be a stalker. I had other things to worry about anyway. Ever since the ghost sightings started, Fury has been on my back about dealing with them. Over lunch, I was planning to talk to my team about it. I heard the bell ring and ran to the classroom, hoping the teacher wouldn't mind if I was a little late.

I burst into math class to see the teacher standing next to…

That guy?

**0o0o0o0o0o0o0o0o0o0o0o**

(Danny POV)

After two weeks of moping around doing nothing, I tried to pull myself together. I needed to focus on building up a life here. Which would be difficult, considering I was fifteen and I had no parent or guardian accompanying me on this move. I cleared my head. It was too painful to think about.

I headed to the nearest library, but not before I got lost a million times, even with directions. When I finally found my way to the library, I sat down at a computer and started researching the nearest schools. As much as I hated school, if I ever wanted to get a decent job later I would need it. I looked for the nearest school, which was Midtown High a couple of blocks away. I wasn't sure how I would get in, however, because I had no papers and no guardian. I ran a hand through my hair and decided to figure it out later. Since I was underage and broke, I couldn't rent shelter so I would have to live in the park for now. If I could get into the school, I could live off free school lunches for a little while. I had my not as needy ghost half to help me out in that field anyway. The ghost half that Sam had earned me…

I shook my head and cleared my thoughts again. I needed to stay focused on the task at hand. I looked for a job, and fortunately there was a news center called the Daily Bugle not far away that was looking for applicants.

Now the most painful matter on my mind. No one on Earth was going to get a proper burial, and I couldn't give them that. But I would do my best. As guilty as it made me feel, that task had to wait until a later time.

I realized I could fill out everything for Midtown High on their website and I silently kicked myself. Once that was done, I leaned back and realized I had killed three hours at the library researching how I would repair my life.

I left the library and went back to the park. The next morning I looked at my watch and realized that Midtown would be starting soon, and I quickly got up. Well, I couldn't really do much about my appearance so I ran a few fingers through my hair and looked around. No one was watching, so I transformed into Danny Phantom and flew invisibly to school. I ran in the classroom right as the bell rang.

"Uh, sorry," I said awkwardly, keeping my eyes downcast.

The teacher stood up when some brown haired guy burst in the door and looked genuinely surprised to see me standing there. I guess Midtown didn't get new students often.

"Peter, glad you could make it," said the teacher sarcastically. "Take your seat."

I admit, I felt a little bad for the guy getting embarrassed like that in front of a class. I knew how it felt.

"Class, this is our new student Daniel Fenton," said the teacher.

"Danny," I corrected, "Call me Danny."

"Alright. My name is Mrs. Smith **(Time out. A/N: I couldn't remember if it ever named any of Peter's teachers, so I just did a random teacher. Just to clear that up if by chance it actually did name any of his teachers. Time in)**. You can take a seat behind Mr. Parker over there," said Mrs. Smith, pointing at the guy that had burst in after the bell.

Neither one of us said anything to each other and I sat in silence, paying more attention in class that day than any other school day in my life.

That is, I didn't talk to him until lunch.

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(Spidey POV)

The guy from the park, Danny Fenton, looked really bad, like he had slept outside. I shrugged it off as we walked over to take a seat behind me. The day passed by and finally the bell rang for lunch. I went into the cafeteria and went through my usual routine and sat at my usual table.

"Hey, Webhead?" said Ava.

"Yeah?" I asked.

"Invite the new kid over here."

"Why?"

"Well, the guy is new, has no friends, and Flash looks like he's about to wail on him."

"Fine," I grumbled, walking up to Flash.

"Hey Flash?" I asked.

"Yeah?"

"Don't wail on the new guy."

"Why not?"

"You know where I stand on this."

Flash looked annoyed but let Danny go anyway and went back to his table.

"Thanks," muttered Danny, keeping his eyes down.

"No problem. I've been trying to get Flash to stop his bullying," I replied. "Want to sit at my table?"

"No thanks,' he replied.

I shrugged and went back to my table.

"Why didn't you invite him over here?" asked Ava raising an eyebrow.

"I did. He refused," I said.

Ava got up and dragged the Fenton kid to our table. She could be quite forcible when she wanted to.

"So, Danny was it? Where did you move here from?" asked Ava, sitting down.

"Amity Park," he mumbled.

"Never heard of it. Is it small?"

"Yeah."

"Let me introduce you to everyone else here. I'm Ava, this is Peter, that over there is Danny, that's Luke, and that guy is Sam."

I saw his eyes widen for a second under his bangs at the mention of Sam, but it was gone the next second. Instead, he looked up and I saw his eyes for the first time. They were an icy blue.

"Danny?" he asked. "Won't that get a little confusing?"

"Yeah, I guess it will. Do you mind if we call you Daniel to differentiate?" asked Ava.

"No, being called by my real name bugs me," he answered.

"If Danny wishes to be called that, I do not mind being called by my last name instead," said the Danny I knew.

"Which would be…?" said Fenton.

"Rand," replied Danny, or Rand now.

The rest of the day went by uneventfully. Finally school let out and as I walked out and down the street, Fury contacted me.

"Spider Man! Venom is on the loose!"

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**Yeah, the action starts next chapter. I still needed to set up a bunch and I will rpobably be updating again tomorrow at this rate. So, action starts next chapter and I still love reviews. That still stands. One would be much appreciated if you are reading this and you haven't reviewed.**


	3. Chapter 3

**So, as promised here is your action chapter. Now, for reviewers: **

**Guest: I was typing when you posted that and I didn't know it… Cool.**

**Tlane484: Thank you.**

**Inviso-Al: Pretend I'm Clockwork and I don't give straight answers.**

**ThAt CrAzy Ch1ck: MIND READER! I WAS GOING TO DO THAT THIS CHAPTER BEFORE YOU DID THAT REVIEW! Great minds think alike. Oh, and thanks for bringing that typo to my attention.**

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Chapter 2:

Venom

(Danny POV)

After school, I started making my way back to the park when this… thing appeared. It looked kind of like Spiderman, only it was black with a white spider on its chest. Oh, and it looked a heck lot more evil.

"Venom," it said slowly in a menacing, raspy voice.

"Hey, kid! Run!" yelled a voice behind me, and I turned around to see Spider Man fighting the thing.

I took that opportunity to run off and change to Phantom. My stupid hero complex told me to. I ran into a nearby alley and let the white rings wash over my body. I had very slightly changed my ghost form since coming. I still had my HAZMAT suit with the boots and gloves, but I wore a cloak now. Clockwork had given it to me a while back, and it now seemed like a connection to my old life. The cloak was black and had a hood. It almost went to the ground. The clasp under my chin holding the front pieces together was a white orb, and my famous DP symbol was on the right side of the cloak on my chest. On the bottom of the cloak, it had a green design, the same color of my eyes, which looked like someone had strung the cloak with ectoplasm. The hood hid my face so only my eyes glowed through, and a few locks of my hair were showing. I invisibly flew out of the alley and rushed to the scene to find Spider Man yelling at it.

"Come on, Harry! You can fight it! You can fight Venom!" yelled Spider Man.

_Harry? Who's that? And what about 'fighting it?' _I asked myself in my head.

I cleared my head and shot an ectoblast at the thing that called itself Venom, immediately earning the attention of both Venom and Spider Man.

"What in the-" I heard Spider Man mutter with my enhanced hearing before I cut him off with another ectoblast at Venom who had stopped looking for me and had focused back on Spider Man.

I turned intangible and sank through the ground. I shot out a few seconds later, punching Venom with my hand still glowing green. Spider Man's eyes were wide, and I realized I had dropped my invisibility. At this point, it really didn't matter and I kept fighting Venom. Then, a kid's head appeared, and he called for help. Then, Venom's face overtook his and I knew that this thing had some guy trapped inside. I turned intangible and flew inside Venom.

Inside, there were just black tentacle like things squirming around, and I could see the guy's face, and him struggling. My hands lit up with ecto energy and I saw the black bonds loosen around the guy. He continued to struggle and a hole opened above him to the world.

"Help!" he yelled, panicked.

I touched the guy and turned him intangible. With him, I phased through Venom in time to see him lose shape and go for Spider Man. I dropped the frightened teenager and shot towards Spider Man.

**0o0o0o0o0o0o0o0o0o0o0o0o0o0o**

(Spidey POV)

When I got the call from Fury, I immediately found a place to slip on my costume and I went as fast as I could to where Fury had told me he was seen. Venom was about to attack Danny.

"Hey, kid!" I yelled, "Run!"

Danny wasted no time running away to let me take care of Venom. I called in the team and hoped they would get here soon. The battle raged on for a few minutes and I tried talking to Harry.

"Come on, Harry! You can fight it! You can fight Harry!" I yelled.

Suddenly, a green blast out of seemingly nowhere took Venom (and me) by surprise.

"What in the-" I muttered to myself before I was cut off by another green blast.

Venom was looking around for the attacker, but nothing was there. So, of course, he turned his attention back to me. Then, Venom was knocked back as something shot out of the ground and punched him. There was a floating figure in a cloak that was looking down at Venom. He was wearing a black cloak with some kind of symbol on it. His face was hidden, but glowing green eyes were showing and a few locks of white hair were sticking out of the hood. My attention snapped back to Venom when Harry appeared, calling for myself. To my surprise, the guy flew _inside_ of Venom. Venom turned towards me and lunged. Harry appeared again and disappeared. The guy appeared with Harry in hand. Then, Venom turned shapeless and the black sludge raced towards me.

I shot Venom with my webs but ended up hitting the guy instead.

"Er, sorry," I said, and continued fighting Venom.

The guy just went through my webs and helped me fight Venom with the green energy. Then, my team arrived and we took down Venom easily because he had no host, and he was outnumbered. We took it down, but Venom just disappeared. I sighed, knowing I would have to fight him again soon. For now, however, I stared at the guy, and the rest of the team. We all took on fighting stances, in case he was hostile towards us.

"Who are you?" asked Ava.

"Dude, that was awesome!" said Sam.

All of us shot him a quick glare and turned our attention back to the cloaked figure.

"Phantom," he said, and disappeared.

The next day at school, none of us could stop thinking about Phantom. Fury had told us to keep an eye on him, but we couldn't do that if we couldn't find him.

"Who do you think he was?" asked Luke.

"I don't know, but we don't know if he's a threat or not," replied Ava.

"He did help us defeat Venom," I pointed out.

It was then that all of us were called to the principal's office. I knew as well as the rest of the team that this was almost certainly S.H.I.E.L.D. business. Coulsen was waiting when we arrived.

"What's the problem?" I asked.

"Danny Fenton," he replied.

"What's wrong with him?" I asked.

Coulsen started. "After we got his information online to go to school, he started too soon for us to do a proper background check on the information. The town he came from, Amity Park, or so he claims, doesn't exist. We also scoured for any legal documents on him, but those didn't exist either. Theoretically, Danny shouldn't exist."

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**Sorry is the action writing was a bit sloppy. I don't have a ton of experience with that. I hope you guys enjoyed the chapter, and the introduction of Phantom to the team. Until next time!**


	4. Chapter 4

**These updates are way more consistent than intended. Just keep in mind: this is the last consistent update. I usually only update on weekends, and I usually don't do them days in a row like this. I realized I forgot to put a disclaimer on the last chapter, but you people know I don't own this stuff anyway. Reviewers:**

**Inviso-Al: How this plays out is for me to know and for you to find out…later.**

**Faliara: *flips out and overturns table* RED ALERT RED ALERT THEY'RE ONTO HIM (sorry, I can be random sometimes)**

**ThAt CrAzy Ch1ck: Ok, is your cousin Cadel or something? (Reference from a book I'm reading- Evil Genius by Catherine Jinks. Cadel is the mastermind) As for Venom… You shall see. I'm glad you're enjoying the story (HA! My sister told me I wouldn't get any reviews and stuff with a crossover like this with hardly any stories for it- I shall do a victory dance now) Anyway, here is your chapter. **

**Bonzai!**

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Chapter 3

A New Place

(Spidey POV)

"What do you mean Danny doesn't exist?" I said waving my arms around.

"I mean," Coulsen said, sighing, "that Danny Fenton is unheard of. There are no records of him traceable, if they exist at all. Not to mention the fact that this 'Amity Park' he claims he's from is off the map."

"But-"

"But nothing. You need to keep a close eye on this kid. Who knows what he's up to," replied Coulsen, cutting me off.

"Why do we need to watch him like vultures?" I asked.

"Do you think he has anything to do with the sudden appearance of Phantom?" asked Ava.

"Maybe," replied Coulsen.

"Can we go back to class now?" I asked.

Coulsen nodded and we all hurried back to class. Danny didn't say a word at lunch and Rand approached me later about it.

"Do you really think that Danny is evil?" he asked.

"Well, he doesn't make my Spidey sense go off, and he doesn't strike me as the villain type. I'm sure we're fine," I replied.

After school, I approached Danny. It struck me as odd that he didn't seem to want any friends, but I knew he needed some.

"Hey, Danny, could I ask you a question?" I asked.

"Sure," he mumbled.

"Where is Amity Park? Like, what state is it in?"

He seemed to stiffen for a moment, and then opened his mouth. Instead of an answer, out came an excuse to avoid the question.

"Uh, sorry, I have to get home. It's uh, my night to make dinner," he said, and then ran off in the same direction as yesterday when Venom attacked.

I realized I had never gone through with operation 'follow Fenton' so I put on my costume and silently followed him. I followed him to about two blocks short of my house. He stopped in a park and plopped down like a sack of potatoes on a park bench. I watched for a little while, but he just sat there staring at some picture in his wallet looking like he wasn't going anywhere.

"Do you live here?" I asked myself, but a little too loud apparently because Danny shot up off the bench and looked around.

"Who are you?" he asked, his fists clenched.

**0o0o0o0o0o0o0o0o0**

(Danny POV)

After school, Peter had approached me and asked me where Amity Park was. I immediately panicked inwardly but managed to keep my cool on the surface. I quickly thought up some excuse he probably wouldn't buy and ran off. He didn't need to buy it; I just needed to disappear until tomorrow. He probably would forget the question by tomorrow.

As I ran down the street, I got the feeling I was being watched. However, my ghost sense wasn't going off so unless it was Venom who probably would have attacked by now (he didn't strike me as the kind of guy to wait in the shadows) I figured I would be fine. I made my way to the park and sat down on my favorite bench. I pulled out my only photograph of Amity Park out of my wallet. It was a picture of me, Mom, Dad, Jazz, Sam, and Tucker standing in front of Fentonworks. The same picture my alternate self had before he turned into Dan.

_I will never turn into Dan._ I told myself again. _I promised._

"Do you live here?" asked a voice from seemingly nowhere.

I immediately got up and looked around.

"Who are you?" I asked, ready to fight at any moment.

Much to my surprise, Spider Man jumped off the side of a building near the edge of the park and walked over.

"Spider Man?" I said, surprise evident in my voice.

"Do you live here?" he asked again

"Er, no," I said, but my stupid hero side made me a terrible liar. Even under a mask, it was clear Spider Man didn't buy it.

"Don't lie to me. In any case, as a superhero it _is_ still my job to help people, even if it doesn't mean I get to hand someone's butt to them," said Spider Man.

"Uh, dude, what are you gonna do? I doubt you have the money to rent an apartment and I don't think you would even if you could," I replied.

"Maybe, but I do keep tabs on people around here. I know a guy who would probably be more than willing to share his home. He's done it before," said Spider Man.

"Who would that be?" I asked.

"Peter Parker."

_Oh great_, I thought. _How will I dodge questions then?_

Spider Man promptly ran off and jumped on some motorcycle. He rode up a building and was gone.

Wait,

Rode _up_ a building?

I still needed to get used to New York.

The next day at school, Peter approached me again. For like the fifth time.

"What?" I asked, not in the mood.

"Spider Man contacted me-"

"How did he do that?"

"He just came up to me. Weird right?"

"He did the same thing to me."

"Anyway, he said you need a place to stay. You're more than welcome to stay at my house."

"Thanks."

"No problem. Just wait for me outside the building at dismissal and I'll show you where it is."

"Fine," I said, and then walked away. I knew Peter was being really generous but I _did_ say thanks and I wanted to be alone.

After school, he led me to his house and told me where everything was. I thanked him again and took a shower. It felt good. I hadn't had a shower in a while.

I had a good rest and got up the next day actually feeling good.

My mood was quite ruined after school.

I had been walking with Peter after the final bell rang and everyone was going home. Then, my ghost sense went off.

I didn't know how or why a ghost was here, but it only meant trouble.

A very familiar ghost appeared.

I couldn't believe it.

"VLAD!?"

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**I do so enjoy a good cliffhanger. Sorry about all the setting up just to get Danny in Peter's house- I needed it to happen. As for Vlad, my response to Inviso-Al's comment a couple of chapters ago should explain it, but I'll put in an explanation anyway next chapter. I promise the next chapter is gonna be better than this one. Until then, goodbye and good reviewing! (hint hint)**


	5. Chapter 5

**This is the ONLY, I repeat ONLY time you will ever see this happen again. Enjoy it. This is the only time you will ever see two chapters in one night. I felt like I owed it to you guys for the last chapter.**

**I don't own Danny Phantom or Ultimate Spider Man which is quite obvious.**

**Onwards!**

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Chapter 4

Plasmius

(Peter POV)

Danny's mood seemed to have brightened considerably since yesterday. He smelled and looked better too. We were walking home when I heard Danny gasp. My Spidey sense went off, and a floating guy appeared before us.

He had green skin, red eyes, and black hair that parted and looked rather like horns. He also had a small beard.

"VLAD!?" I heard Danny yell as I rushed off to change into my Spidey costume. When I got there, Danny was gone and Phantom was there, fighting the thing.

**0o0o0o0o0o0o0o0o0**

(Danny POV)

Peter ran off to who knows where. Smart of him. I mean, who sticks around with a ghost around? No one was watching, so I went ghost and floated up.

"Now, Daniel, I-"

I fired an ectoblast at him that hit him hard before he could finish. I didn't want to hear what he had to say.

"You! You're the reason they're dead!" I screamed at him as I shot ruthless ectoblasts at him.

I hadn't noticed Spider Man coming upon the scene, and he ended up getting blasted with my ectoplasm. At the moment, I was too angry to care.

"You caused the Disasteroid! You tried to _make a profit_ out of a world wide crisis! The whole world is _DEAD_ now, all because you wanted _money and power!_" I screamed, shooting ectoblasts as the hot tears streamed down my cheeks. Not that Plasmius could see them under my hood.

"I didn't intend-" he stuttered.

"I don't need to sit here and listen to you, Plasmius," I said coolly.

Vlad's eyes flashed dangerously as he took out a thermos.

"You don't think I spent all that time in space, did you? No, I was in the ghost zone. I made a stop by Clockwork's lair. I used Clockwork's technology to find the nearest natural portal. As for the contents of this lovely little thermos, you may find him a very familiar acquaintance of yours," said Vlad in a cold tone of voice.

A thermos in Clockwork's lair…

OH NO.

"With my status as a halfa, my memory remained after your little incident with your future," said Vlad.

"I promised I wouldn't become him," I said.

"Oh, I didn't say _I_ would make you become him. That's his job," Vlad said as he disappeared.

I eased myself onto the ground and buried my head into my knees.

**0o0o0o0o0o0o0o**

(Spidey POV)

I watched the scene. Phantom's eyes were glowing red instead of green. He was screaming at this guy about a thing called the Disasteroid and death. I wondered what this guy had done.

Then, Phantom did something I didn't expect. He shot me with one of his green blasts and continued to scream at the guy he called Plasmius.

I fell off the building I was on in pain. The blast had burned a hole straight through my costume. I groaned in pain and annoyance.

Did Phantom have any idea how hard it was to repair this costume?

I kept on watching the scene when something interesting happened. Plasmius pulled out- a thermos? And said something about Clockwork's lair. I didn't know who Clockwork was or what the deal with the thermos was, but Phantom looked scared. Plasmius proceeded to say something about Phantom's future and by now, his eyes were green again.

"I promised I wouldn't become him," I heard Phantom say.

"Oh, I didn't say _I _would make you become him. That's his job," said Plasmius, then he disappeared.

Phantom sat on the ground and put his head in his knees. I wasn't sure what the deal was, but I knew it must be bad. Then, black spots started invading my vision and my whole world went black.

"Dude?" said a voice as I woke up.

Phantom was hovering over me.

"Gah!" I yelped, jumping up.

"Um, sorry about the costume," he said, pointing a gloved hand at my costume.

I ignored him and was about to pelt him with questions when Phantom flew off. Again.

I sighed and reported back to Fury, as much as I didn't want to. I was afraid he would label Phantom as evil. I really thought he wasn't evil. The team and Fury might think otherwise.

**0o0o0o0o0o0o0o0o0o0o**

(Third person POV)

The thermos opened. Out came Dan.

"Ahh, it's good to finally be out of that cramped thermos," he said, stretching.

Without even giving Vlad a second glance, he transformed into fifteen year old Danny Fenton.

"I failed once, but I won't underestimate him twice," said Dan, flying through the roof. "It's time to ruin his future."

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**Apologies about this one being short. But hey, you ARE getting two chapters in one night, so…**

**Until next time my fellow fanfiction lovers!**


	6. Chapter 6

**OHMYGOSH! SORRY! I forgot to update over the weekend. So, I'm taking some time out today to update. Feel special. I honestly am really surprised at the number of reviews and favorites and follows. I didn't expect it to get so many. Thanks, you guys! Now I feel special! (yay!) Reviewers:**

**Inviso-Al: All shall be revealed.**

**Y. Necrolys: Thank you, thank you very much. *bows***

**Oblitus Angeli: Yeah, only one way to find out. Maybe that will happen. Maybe it won't. This is sounding like Clockwork. *waves and disappears* **

**Clockwork's Apprentice: Thanks for the tip; I'll try to keep an eye on the pacing of the story. I'm really glad you like it.**

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Chapter 5

Phantom

(Spidey POV)

"I think after this we can label Phantom in the villain category," said Fury after I told him what happened.

"I don't think Phantom hit me on purpose. He was extremely mad at the other floating guy and was shooting randomly," I said back.

"A real hero should have watched for something like that. What if he had hit a civilian with one of those rays you described?" challenged Fury.

"No sane person would just stand there while two very powerful, by the looks of it, beings battled. Not to mention one being extremely angry," I said.

"You just described exactly what you did during that fight," said Fury with a slight smirk visible on his face. It disappeared as quickly as it had appeared.

"Now that that's cleared up, go to training. You do remember the last time you didn't go to training, yes?"

I didn't reply as I walked off to the training room. The last thing I needed was another lecture on that incident. Geez, a guy skips training for _one day_ and apparently all havoc breaks loose because of it?

That night, after a particularly tiring training session, I decided to swing around the city for a bit. Danny was asleep downstairs so I didn't have to worry about him. Changing into my costume, I shot a web out of my window and started heading towards the Daily Bugle. As annoying as Jameson was, the top of the building really was a nice place to sit. When I got there, I was surprised to find the roof already occupied. By Phantom.

I wondered what he was doing there. Usually at this time he would be making more ghost sightings (it wasn't hard to piece together that this guy was all the ghost sightings- his name was even Phantom, for heaven's sake!).

"Shouldn't you be out scaring someone with a paranormal experience?" I asked, sitting down next to him.

Phantom didn't bat an eyelid at my sudden appearance.

"Hey, Spider Man," replied Phantom casually, like we had been buddies for years. "Didn't feel like causing paranormal stuff tonight. Just figured I would chill out here. With company, apparently."

"So you're not going to send me off angrily or something?" I asked, raising an eyebrow behind my mask.

"No. Why would I? You didn't do anything," he replied.

"Finally! Everyone thinks I'm a menace around here! Finally, someone who believes me!" I said flailing my arms around in victory.

"I have no reason to think you're a menace. The 'evidence' that Jameson guy goes on is just shallow hunches. You haven't done a thing wrong. All you've done is heroic stuff."

"You know, I like you. Everyone believes Jameson, just like that. They ignore all the hero stuff I do, and as soon as some opportunity comes up, they blame it on me."

"Been there. So, how's your life?"

"You've been there? So you're a hero? I knew it! Just wait till I tell Fury-"

"Was. Was a hero."

"Well you're not a villain, are you?"

"Of course not! I'm not _him!_"

"Him?"

"Nothing. Do all superheroes dress in skin tight stuff?"

"For the most part, yeah. Why? Wouldn't you know, since you said you were a hero?"

"I thought it was just me. And they told me I dressed strangely!"

I laughed at this and listened to his rambling for a minute until it stopped. Now was the time for more serious questions.

"Where did you come from anyway?" I asked.

"Well," Phantom said, pausing. "It's called the Ghost Zone."

"The Ghost Zone? So, that where all ghosts live?" I asked.

"Yes, and I'm surprised you're not freaked out about the fact that I'm dead," said Phantom.

"It's not that hard to figure out. Ghost sightings, floating, blasts, glowing eyes, glowing body, mysterious name, your name is Phantom. Seriously. It couldn't be more obvious."

"I suppose you have a point. So you're not going to, oh I don't know, hunt me?"

"Um, no."

Phantom visibly relaxed.

"Do you know a kid named Danny Fenton?" I asked.

About five minutes of silence followed afterwards.

"I take that as a yes?"

"I've heard of him."

"Is he connected to your sudden appearance?"

"…No."

"I have trouble believing that. You're a terrible liar."

I heard him mutter some thing about his 'stupid hero complex.' I decided I would tackle the issue of where he came from later.

"What do you look like?" I asked.

"Um, I'm not invisible. For now, anyway. All my fabulousness right here for the viewing."

I snickered a little at his comment about fabulousness. I was really starting to like this guy.

"No, I mean under your hood," I said.

"Sorry, my face is too handsome for eyes to see," he said, clearly smirking from the look in his eyes.

"You need to convince Fury and the team you're not evil. They-"

I was cut off by my phone.

I picked it up to hear frantic yelling on the other end.

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**Wow, I'm surprised at myself. I didn't use Danny's POV at all. That is so unlike me. Anyway, I hope you liked the chapter, and I'll try to remember to update again this weekend. I needed this to happen for stuff in later chapters planned. For now,**

**TIME OUT.**


	7. Chapter 7

**So, here's your update. My cat broke my wifi so I couldn't update the day I wanted to. But here I am now. And you get an extra long chapter! (Hurray!) I went back and read the chapters I have. I noticed in the first one, I was using third person for one paragraph. Sorry about that, if you noticed it. Reviewers:**

**Bonded Nerdlings (CWA, apparently):Thank you, thank you very much. As I said before, glad you like it.**

**Oblitus Angeli: *frustration* Are you sure you're not a mind reader?**

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Chapter 6

His Past

(Spidey POV)

"PETER BENJAMIN PARKER, WOULD YOU MIND EXPLAINING TO ME WHERE IN THE WORLD YOU AND DANNY ARE?!" screamed my aunt on the other end.

I cringed for two reasons. One, that woman can scream pretty dang loud. Two, Phantom probably heard that, and now knows my secret identity. I was proven wrong about the second part. Phantom was just gone. I supposed he had turned invisible when the screaming from my house started, so I called for him. No answer. He must have flown off for whatever reason.

"We went to the uh- arcade," I said, wondering where Danny was.

"Tell me where you're going next time. Just because you're a teenager doesn't mean you get to infringe on my rules. Now, you two come home," said Aunt May as she hung up.

I sighed, knowing that I would have to find Danny before I could come home. The worst part was, I didn't have the foggiest idea where to start.

Even though Danny had been living with me for about a week and a half now, I still hardly knew anything about him. He always dodged questions when they presented themselves. I got up and went through my usual villain patrol routine, but this time I was just looking for Danny.

**0o0o0o0o0o0o0o0o0**

(Danny POV)

As soon as I heard Spider Man's phone ring, I immediately took to the skies. I knew the call probably had something to do with his secret identity, and knowing full well what it was like to have one, I left him alone. I respected private things like that. I decided to take a nice, relaxing flight over the city. Unfortunately, I wasn't watching where I was going.

"Ow!" said the victim of my short attention span, as I crashed into none other than Spider Man.

"Uh, sorry," I said sheepishly.

"Considering the amount of disappearing stunts you pull, I'm surprised I crashed into you of all people," said Spider Man, now on the side of a building.

"Just because I disappear on everyone, which is totally awesome by the way, doesn't mean I'm not entitled to a few screw ups now and then," I fake pouted.

"Yeah, well I need to find a guy that also has a knack for disappearing. Mind helping?" asked Spider Man.

"Sure, on one condition," I said.

"Which would be?"

"'Spider Man' is just so formal. Anything else you can be called by any chance?"

"Spidey."

"Great, Spidey. Who do we need to find?"

"Danny Fenton."

"What do you want to find him for?"

"Um, investigation."

I raised an eyebrow.

"Investigation? What did he do?"

"Nothing. I saw him at the park the day that loud sound was heard."

"So you want to ask him questions about the loud sound?"

"You wouldn't happen to have been involved with that either, would you?"

"Not important. Sure, I'll help you find the Danny guy. See ya!" I said, giving a little wave as I flew off.

If S.H.I.E.L.D. wanted me for investigation, that probably spelled bad things for me. I should just lay low a little longer. I flew around, enjoying the wind for a little while more. Finally, I decided I should go back. Peter or May might have noticed my absence.

I flew off towards Peter's house.

**0o0o0o0o0o0o0o0o0o**

(Spidey POV)

I heard nothing from Phantom, so I kept looking until I finally gave up and headed home. What I saw practically spelled 'convenience' in huge letters. Danny was about a block away from my house, so I changed in a nearby alley and ran to catch up with him.

"Peter? What are you doing here?" asked Danny as I caught up.

"I could ask you the same thing," I replied.

"Anyway, did May notice the absence?"

"Yup. She called about half an hour ago, demanding we come home."

Danny whistled. "Boy, are we in trouble."

"It took me a while to find you. I told her we were at the arcade, so that's our cover."

"Alight."

The rest of the short walk was spent in silence, both of us bracing ourselves for Aunt May.

When we got to the house, Aunt May was standing in the living room with her arms crossed. There was a short argument before all of us retired for the night.

"Fury, I'm telling you, he's not hostile!" I shouted at training the next day.

"You don't know that. He might be trying to gain your trust so he can slip through our defenses more easily," replied Fury.

To say I was fed up would be an understatement.

"Why do you always assume the worst in people?" I asked angrily.

"Flint," he replied.

"That was different!"

"How so?"

"Well, um, Phantom is, um-"

"That's what I thought."

I sighed and headed towards the training room where the rest of the team was waiting. Fury had at least given Flint a chance- something he refused to give Phantom. Maybe I could get him to come to the helicarrier and try and convince Fury.

After training, I went back to the house to find Danny with his nose in some book. I bent down a little to see the cover. In big green letters on the front of the book, it said, "Ghosts: Real or Fake?"

"A ghost book?" I asked Danny.

He jumped a little and then turned to me. "Yeah. Why?"

"When did you get interested in ghosts?" I asked.

He ignored me and continued reading the book. I rolled my eyes at his answer and went upstairs.

"Spider Man," said a voice in my room as I opened at the door.

Now was my turn to jump. Standing in front of me was just Coulsen. I gave a mental sigh of relief and asked him what was up.

"Have you gotten any information out of Danny?"

"No, and I'm not really trying anymore. He always avoids questions about where he came from and his past."

Coulsen grunted before jumping out the window. I didn't bother worrying because I knew he probably had some fancy grapple thing to catch his fall.

"Peter?" asked Danny, appearing at my door.

"Oh, uh, how long have you been standing there?" I asked nervously.

"About five seconds. Do you have a string or something I can use?"

"Yeah, why?"

"No reason."

Of course he would say that. Nevertheless, I gave him a piece of kitchen twine. He went off to do heavens knows what. After that little talk with Coulsen, I was burning with curiosity about him.

**0o0o0o0o0o0o0o**

(Danny POV)

After the little street episode with Peter the night before, I wondered what in the world he had been doing out that time of night. I kept it to myself. The next day, when I was

"A ghost book?" asked Peter, making me jump.

"Yeah, why?" I said in return, wishing we would just drop it.

"When did you get interested in ghosts?" he asked, raising his eyebrow slightly.

I pretended not to hear him and went back to the book. I heard footsteps go up the stairs and I sighed in relief. No more questions. For now. I was interested to see what this dimension thought of ghosts. I didn't think it would be accurate, and I was right. It just said the typical crap about noises in old houses and stuff.

Bored, I set down the book and started towards Peter's room. I fingered Sam's ring in my pocket and forced myself not to bring up memories. I was deathly afraid the ring would get lost if I continued to carry it in my pocket, and I wasn't sure where the string was in the house.

"Peter?" I said, stepping into the doorway.

"Oh, uh, how long have you been standing there?" asked Peter with a slightly nervous tone in his voice. Like he was hiding something.

"About five seconds. Do you have a string or something I can use?" I asked, again clutching the ring in my pocket.

He went down to the kitchen and I followed. He cut off a little piece of kitchen twine and I murmured a thanks. I went to my room to put the ring on it. Satisfied it wouldn't get lost, I tucked the ring under my shirt. I pulled a journal out from under my mattress. I wanted to keep one, but I really didn't want anyone to find it. And I didn't want to think about tomorrow. Tomorrow was going to be horrible. Tomorrow was Valentine's Day. Yeah, usually people think of the holiday as sappy. For me, it now would be a painful reminder of Sam. I smiled sadly at the thought of her on Valentine's Day. Oh, how she hated it. I started writing in my journal.

The millionth tear in the past month rolled down my cheek as I closed the journal, unable to write anymore.

Then, S.H.I.E.L.D. had to ruin everything.

**0o0o0o0o0o0o0o0o**

(Peter POV)

I did homework for a while before I was interrupted.

"Spider Man," came that annoying voice of authority on my watch.

I sighed. "Yes, Fury?"

"Those cameras installed in your house have come in handy," he said.

"What is it?" I asked, curious and annoyed at the same time.

"Fenton has a journal hidden under his mattress. We couldn't see what it said through the cameras. That's your job. Tell me what you find," said Fury, and my watch went black.

I sighed more heavily this time. I would normally completely ignore an order like that, but I was in the dark about Danny too, and I wanted answers.

Later, when Danny ran out of his room and out the door, I took the opportunity to read this journal he was keeping. I slipped my hand under the mattress and felt around for the book. When I felt it, I pulled it out. The cover was insignificant. It was just red. I opened it and started to read.

_February 1_

_ Peter Parker from school invited me to stay at his house. I'm grateful, that's for sure. It'll be a nice change from living in the park. He lent me a little money to get a journal, another nice thing from him. I need to get it off my shoulders so I'll recount events. Vlad. Out of all the people I failed, this guy I can't muster an iota of sympathy for him. He ruined my life. He caused this. Everyone on the planet. Dead. And whose fault? I honestly can't tell. Vlad or me?I want to say it's all Vlad, but who knows who's to blame? I came here. I have two things remaining that matter. The ring and the picture. I'll give them a proper burial when I can. A weird mutated Spider Man or something appeared called Venom. Not sure what to make of it._

I wondered what was going on. A ring? A picture? Who was Vlad? What did he mean the whole planet was dead? I'm still here, and everyone else. The only thing that made sense was the Venom bit. I pushed aside the questions and continued reading.

_ February 2_

_ VLAD IS BACK. AND HE ONLY BROUGHT MY WORST NIGHTMARE WITH HIM. How could he be stupid? DAN? For everyone's sake, I hope he's not released. I don't know if I can handle it a second time. I won't become him. I promised._

More questions. I again pushed them away.

_February 3_

_Besides Vlad's appearance, ghost activity has been dullsville. Thank goodness. But I've been thinking…If Vlad used a natural portal, I wonder if it's possible Danielle got out alive? It's a slim chance, but it's worth checking out._

The next few entries were just about school, but it picked up again yesterday.

_February 12_

_There is no sign of Danielle. It was a far fetched theory, but there a glimmer of hope. I wonder if Frostbite made it? No. I need to stop. I doubt any of them found a natural portal to use. Well, a guy can hope. Two days and Valentine's Day is here. Misery for me._

The next entry sounded mushy, but it sounded like he really meant it.

_February 13_

_ Tomorrow is Valentine's Day. Sam really hated that day. Isn't it just cruel? I was actually planning on asking Sam out tomorrow in another life. The life the Disasteroid ruined. I never got to tell her. I never got to tell her those stupidly sappy but meaningful words. Well, Sam, whatever afterlife you may be living, here this: I love you._

"Peter, what are you doing?" asked an angry Danny from the doorway.


	8. Chapter 8

**Yeah, here's an update. I would have earlier, but I was sick with strep. So, here's your update now. Disclaimer: I don't own Danny Phantom or Ultimate Spider Man, blah blah blah you know that. Reviewers:**

**Oblitus Angeli: Indeed, there shall be a glorious shouting match. As for the reference, I may know and not remember. That's how I got in a pickle when my teacher asked questions on Tom Sawyer.**

**Faliara: *laughs evilly***

**Gigabyte2598: Caught in the act, and is going to pay dearly for it **

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Chapter 7

The Interrogation

(Spidey POV)

"Oh, uh, what am I doing here? I was, uh, studying for a science test tomorrow," I said nervously.

"Studying for a science test we don't have, in my room, with my book?" retorted Danny.

"Um, I thought these were your science notes?" I said, making it sound like a question unintentionally.

"Get out," said Danny, pointing to the door.

I scurried to the door and flew out like a rocket. I knew I would get a nice yelling later. But for now, I was in the clear.

I put on my costume and jumped out my bedroom window. Danny's journal made absolutely no sense to me, but maybe Coulsen or the team could make something of it. Fury was right. Something was up with Danny. I arrived on the helicarrier to find the team already there.

"Guys, I read Danny's journal and you would not believe what I found!" I said.

"You read Danny's personal journal? Invasive much?" White Tiger replied.

"Fury's orders. Not mine," I said, holding up my hands defensively.

"Well what did you find?" asked Power Man.

"He said all this stuff about the world being dead and him being the cause. Or a guy named Vlad. He blamed both. He mentioned a guy called Dan, who apparently is his worst nightmare. He said something about a promise to not become him. He said stuff about natural portals. He mentioned two people named Danielle and Frostbite, and a girl named Sam that he loved."

"That's a lot of stuff he mentioned," said our Sam, or Nova.

"It makes no sense. I'm going to ask Coulsen about it," I said.

Everyone nodded and continued doing whatever they were doing.

"Spider Man, what did you find?" asked Fury, sitting in the room I went in.

I jumped back in surprise, but soon regained my bearings. "A bunch of stuff that doesn't make any sense." I briefed him on the journal.

"We have to take him in for interrogation."

"He probably won't cooperate. Besides, isn't there any other way?"

"I'll take care of it. Coulsen has a new mission for you. Get the others and go."

I obeyed and set off to find Coulsen.

**0o0o0o0o0o0o**

(Danny POV)

Peter was in my room. He was reading my personal journal. And he was trying to pass it off as studying for a science test. Of course I was mad! After I told him to get out, I sat down on my bed. He couldn't possibly have made any sense of it; what worried me was what Spider Man had told me. If S.H.I.E.L.D. wanted me for questioning, they might ask Peter if he knew anything about me because we live together. This sucked majorly. After a little while, I took out my picture and set it down on my bed. I took off my ring and laid it on top. The only two things I had left. I stared at them for quite a while before I was rudely interrupted by S.H.I.E.L.D..

"Come along quietly for investigation," said some agent in my window.

I sighed and complied, knowing resistance was futile **(AN: Heh, I couldn't resist making that little reference)**.

On the way to heaven-knows-where, I tried asking where they were taking me, but of course no answers presented themselves.

Once I was inside some air ship or something, I was led to an interrogation room. I sat down and waited. In a few moments, the legendary Nick Fury entered the room and fired away.

"What do you know about recent ghost activities?"

"An interrogation room? Really? Is that really necessary?"

"I ask the questions. You answer them."

"Whatever. I don't know anything, I'm not an expert."

"Who are Sam, Vlad, Dan, Danielle, and Frostbite?"

"Personal much?"

"This is an interrogation, not a friendly Q&A session."

"No, really?"

"Answer the question."

"Love interest and best friend, fruitloop, not talking, cousin, not talking."

"Where did you come from?"

"Amity Park."

"Amity Park doesn't exist."

"It did."

"Extensive research has been conducted and no records of any place called Amity Park were found."

"Tough luck. Next question."

"What do you know about Phantom?"

"Who's Phantom?"

"What do you know about the explosion noise heard weeks ago?"

"Why would I know?"

"You were found at the scene, but you bolted."

"It was nothing of this place's concern."

"What place's concern is it?"

"Amity Park's."

"Who are these people?"

Nick Fury held up my photo.

"That's a personal photo!"

"Answer it and it won't get destroyed."

"Fine. Starting from the left over. Jazz, Mom, Dad, Tucker, me, Sam."

"Who are they?"

"My family and friends."

"That is all for now."

And Fury left the room.

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**I apologize for the really short chapter, but I needed them to know at least a little about Danny. This plays in later. I promise. For now, however, goodbye.**


	9. Chapter 9

**So… here I am. I don't really have anything to say in this author's note, and I don't really have any responses to reviews. So, I'll just continue.**

**Disclaimer: I don't own Danny Phantom or Ultimate Spider Man**

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Chapter 8

Who is This?

(Spidey POV)

That was not cool. I come to the helicarrier one day, and I find out my lie to Phantom was real! S.H.I.E.L.D. really did want Danny for questioning? And in an actual interrogation room? Isn't that a little much? Not only that, they made him stay overnight! What will Aunt May say?

"Fury, please tell me why you're holding Danny like a prisoner on the helicarrier," I said, keeping my composure on the outside but seething with anger on the inside.

"He had information on the park incident," Fury replied.

"No one was harmed in that! Why hold on to it?"

"Something that can destroy a park without being noticed has potential to be either a hero or a villain, provided he or she hadn't already chosen a side."

"Nothing has been seen since then."

And, of course, right after I said that my spidey sense went off.

"Well-"

Fury didn't get to finish because the alarm went off.

"Coulsen! What is it?" shouted Fury into some screen.

"An unknown enemy! Get out here now!"

"Why hold on to it?" mocked Fury as he rushed out of the room.

I followed after him to find a floating guy with a similar glow to Phantom. Only this guy was much more muscular and evil looking. He had green skin, flaming white hair, red eyes, and a white and black jumpsuit. A jumpsuit with the same symbol that Phantom had on his cloak. He also had a cape that was black on the inside and white on the outside. Red mist came out of his nose at that moment.

"So, where is he?" asked the guy.

"Who are you?" asked Fury, holding some kind of gun threateningly.

"Oh, so you want introductions? Fine. Just call me Dan. Now, I know Phantom's here, so just hand him over and no one gets hurt," said Dan, landing on the helicarrier.

"Wait, DAN?!" yelled Fury.

As he said that, I realized that name had been in Danny's journal. Maybe Danny actually did know something not delusional that we didn't.

"Phantom's not here," I said.

"Don't lie to me. Phantom's here," Dan said.

Before any of us had time to say anything else, Phantom appeared.

"Don't hurt anyone," he said menacingly.

"Oh, I wouldn't dream of it," Dan said in what sounded like a mocking tone of voice.

"Oh, and that's why you destroyed the entire world except for one town, which you ended up getting anyway," snorted Phantom.

"Now, now, let's not get angry. Just come along with me, maybe we can discuss your beautiful _future_," said Dan with a dark undertone.

"Oh, you mean that future that _you_ want?"

"Oh, I just want what's best for you."

"You mispronounced 'worst.'"

"I've had enough of this, you need to be destroyed, Phantom!"

And so the battle began.

It was rather creepy. They both had the same powers, same moves, same symbol on their clothes, same just about everything but their personalities. It was like this guy _was_ Phantom.

They were shooting green rays at each other for quite a while before one got a hit. The hit was from Phantom, thankfully.

"I've gotten stronger since I last saw you," said Phantom, sassily blowing the green smoke off his fist. "You haven't. You've just been stuck in Clockwork's lair."

"You don't get it, do you? You're still just the ignorant fourteen year old you were. I got out. I trained here and there. I'm stronger as well," replied Dan.

"I beat you before. I can do it again!" yelled Phantom as he started attacking Dan again.

"Same crude technique, I see. Really, have you considered Vlad's offer to be his son?" asked Dan.

"I would kill for a thermos right about now," said Phantom, obviously frustrated.

"Watch your back, boy," said Dan eerily.

And poof. He was gone.

"You guys alright?" asked Phantom, turning around.

"Yeah," I replied. "Just shaken."

When everyone else had gone inside, I stayed for a moment.

"Meet me on top of the Daily Bugle at midnight," I said, then ran inside.

I had a lot to think over. Phantom would answer my questions tonight.

At midnight, I went out in my costume and went to the Daily Bugle to find Phantom already there.

"So, what is it you want?" he asked.

"Answers," I replied.

"Alright, ask away. I doubt I'll be willing to answer most of what you ask me."

"What is your connection with Danny Fenton? The name Dan was in his journal."

"Well, I really can't answer that. Next question."

I sighed, knowing already that probably most of the answers would be something along the lines of that.

"Who is Dan?"

"That's something I'd really rather keep to myself."

"Who's Vlad?"

"A fruitloop who wants me as a son."

"Okay, creepy. Why do you and Dan have the same symbol on your clothes?"

"No."

I threw up my hands in frustration. From my other encounter with Phantom, I was still curious as to what he looked like, and I found my hand slowly creeping towards his hood. I was amazed he didn't notice and I kept going. Finally, I ripped off his hood. I was stunned at what lay underneath.

Phantom looked _exactly_ like Danny with different colored hair and eyes. And he looked extremely ticked off.

He pulled his hood back up and started yelling at me. "What's your problem!? I could have ripped off that stupid little mask of yours at any time, yet I didn't!"

"Curiosity?" I squeaked out, feeling smaller than a real spider at that moment.

What really scared me was when his eyes flashed red.

"Give me one reason why I shouldn't rip off that pathetic mask right now!"

"Um, because you're very forgiving and you respect people's secret identities?"

"Fine. I forgive you."

"Really?"

"No."

So with that, he lit up his finger with green energy and burned off a portion of my mask. By automatic reflex, my hand shot up to cover the part without the mask but he already knew a little of what I looked like. He shot me one last glare and flew off. Once I got back to the helicarrier, I found out Danny had been released so I headed home, wondering how loud Danny's yelling would be.

Danny didn't even look at me and went straight to bed.

The next morning, just as we were leaving for school, the door flew open from the outside. There was a figure in the doorway.

Danny's eyes widened and he dropped his backpack.

"Oh my gosh."


	10. Chapter 10

**Well hello again, my fellow fanfiction people. I haven't been on because of a *ahem* **_**slight**_** obsession with the Inheritance Cycle…and anyone who reviews who has read all of it, say nothing please. I just started Brisingr. Anyway, reviewers:**

**Lilo'nSpidey: Heh, I enjoy leaving a nice cliffhanger. I'm sure the reader not as much as me…**

**Oblitus Angeli: The plot thickens indeed! Just you wait what I have planned in my crazy little mind…**

**DannyPhantom619: Thank you, and in response to your question, I haven't actually decided on a pairing for Danny, but I will take Ember into consideration.**

**Carolina36: Is the angry typing thing because of where I left off last chapter? But uh…yeah. Here's a new chapter. **

**Jeez this is a long author's note. I don't own this stuff blah blah blah everyone knows.**

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Chapter 9

Reunion

(Spidey POV)

"Uh, Danny, who is that?" I asked, pointing towards the figure in the doorway.

Danny didn't answer me like he was in a trance and stared at the figure in the doorway with wide eyes. I walked a little closer to the door to get a closer look at the figure.

She looked like a twelve year old girl version of Danny. Her bangs were the same as Danny's, only she had a ponytail along with it. She had the same piercing blue eyes. She was wearing a blue hoodie with red shorts. She had blue and white sneakers on. A red beanie sat atop her head.

"Danny?" she said cautiously.

"You made it," Danny whispered. "You made it!" He ran up to the mystery girl and embraced her in a bear hug.

"Yeah," she smiled sadly as she hugged back. "I made it."

"Um, I hate to interrupt such a sentimental reunion, but what are you talking about?" I asked from the corner.

"Who is this?" asked the girl.

"Dani, this is Peter Parker. He's in my class at school. He generously invited me to live here," Danny replied.

"You're both named Danny?" I asked curiously. I could believe they were fraternal twins, but having the same name was just overkill on the parent's part.

"No, I'm Dani with an _i._ Its short for Danielle," she said, acting like she got it a lot.

I didn't bother mentioning that Danielle was the feminine form of Daniel, Danny's name. Still overkill.

"So, mind explaining what the heck you're talking about? Made it?" I asked.

"Oh, well the Disasteroid-" started Dani.

Danny elbowed her as an obvious gesture to shut up. Though, I knew I'd heard that. Then, it came to me. I'd heard Phantom say something about a Disasteroid, and this had to be the Danielle from Danny's journal.

"But I heard Phantom-" I immediately shut up before I gave more away.

"What do you know about Phantom?" asked Danny, his tone considerably darker.

"Don't tell me you didn't tell him," said Dani from behind Danny.

Now we had three Danny/Danis. This was going to get confusing fast.

"Tell me what?" I asked, my attention reverting back to the conversation at hand.

"We're going to be late for school!" shouted Danny as he bolted out the door.

Dani shook her head and ran after him. I just stood there for a minute then realized that I actually would be late if I didn't hurry up.

I chuckled as I pulled out my mask, which I had taken the liberty to repair (mostly) the night before.

"And this is when being a superhero comes in handy," I whispered to myself.

**0o0o0o0o**

(Danny POV)

Danielle was really here. I couldn't believe my eyes. After a conversation that confused Peter a lot, I rushed out the door for two reasons. One was that I needed to avoid questions from Peter. The second was that I actually was going to be late for school at this pace. I ran into an alley (it's weird how those are always conveniently around- but hey, I'm not complaing), changed, and took to the sky.

I was soon joined by Danielle.

"Why haven't you told him?" she asked.

"That later. I want to know how many people or ghosts found a natural portal before it hit," I said.

"Fair enough. I know that Frostbite didn't find one. He embraced moving on bravely," Dani said, and both of us flew silent for a minute in respect. "I was extremely lucky. Another ghost-I couldn't see who it was, he or she was cloaked and hooded-knew where a portal was and I just had to follow him or her to the portal."

"So we know of four people or ghosts that got out," I said. "Only one good, I imagine, unless the ghost happened to be good, which is unlikely to be honest," I said.

"The other two?"

"Unfortunately."

"Well?"

"Fruitloop and _him_."

"Him?"

I had forgotten that Dani hadn't been through the whole Dan thing so I promised to explain after school, as the building was fast approaching.

"See you after school, cousin," said Dani.

"You too," I said, then hurried off to class. I probably wouldn't be paying attention because I had bigger worries than homework on my hands. Spider Man. He had pulled off my hood, and if it was anyone I knew, though granted, wasn't a lot of people, he or she would have instantly recognized me. People weren't stupid here, like a lot of people in Amity (I hate to admit it, but it's true).

Then, there was Spider Man himself. When I had burned off a portion of his mask, I saw a little bit of his face. And I must say, it looked a lot like Peter. But if Peter really was Spider Man, I supposed that would work out for me okay since Phantom and Spider Man were already acquainted on a friendly level. But I couldn't pass judgment yet. I had to have proof. And just the opportunity arose, though a worse opportunity than I would have hoped for.

Alarms blared through the school as some supervillian I presumed was rampaging the fair city of New York. Note the sarcasm. Well, at least it didn't have a sign saying "A safe place to live!" on it, like Amity did. That was a lie if I ever saw one.

I quickly got up and evacuated like everyone else. I noted how Peter looked considerably less scared than everyone else. Once outside, I purposely got lost in the confusion and changed once I got out into yet another conveniently placed alley. By now, I really wanted to know just how many alleys one part of town could have.

I floated up to find myself in the face of a ghost. A lady ghost. A hooded lady ghost. Well, I supposed it was reasonable to assume this was who Danielle followed. But she just flew away, leaving a nice, big path of destruction in her wake. Great.

I scanned the area for injured people. Because of my heightened senses, I could see better and I saw, you guessed it, another alley. This city really needed to lay off making perfect places for mugging people. But that wasn't important. What was important was that I saw Spider Man climbing up a wall. Usually, that wouldn't be considered unusual in a city inhabited by heroes. Here's the thing.

His mask wasn't on.


	11. Chapter 11

**Well, I had time on my hands. That and I was stuck on a video game… so I decided to go ahead and write the next chapter! Hurray! After that last sentence in yesterday's chapter, I have a hunch you guys are curious. I don't own Danny Phantom or Ultimate Spider Man blah blah blah. Reviewers:**

**Faliara: Well, Peter does tend to be careless from time to time…**

**Oblitus Angeli: *rubs hands together evilly***

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Chapter 10

There Must Be a Connection

(Danny POV)

Well, I suppose Spider Man's identity flew out the window. So it was Peter…that made things easier yet more complicated for me at the same time. Probably I would burst and tell him mine eventually, or he would find out on his own. In the meantime, I couldn't drop any hint whatsoever that I knew of his secret identity. That was the difficult part. After school that day would be the hardest time to keep myself from saying something. Perhaps I could talk to him as Phantom.

Snapping out of my train of thought, I flew away but kept an eye on Peter. If I knew his identity, I wanted to have a little Clockwork-like fun with it. I waited until he had the sense to put on his mask, and then I turned invisible and flew up behind him.

"Hey," I said, switching to visibility.

"Gah! Do you always sneak up on people like that?" he asked, jerking up and nearly falling off the wall.

"No, but I want to have a meeting with you on top of the Daily Bugle. Be there at 11:00," I said, and then I turned invisible again and flew off back to school.

After school, I went home like usual to find Dani in the kitchen. Peter was right behind me, and I probably startled him when I yelled: "Peter! Save your food while you have the chance!"

"What?" he asked behind me.

"Oh, very funny, Danny," said Dani.

"She's twelve, she's not going to eat out the whole fridge," said Peter.

"Imagine a teenage boy eating," I told Peter, "and apply that to Dani."

"I'm right here," complained Dani.

"I remember how you ate when I first met you," I retorted.

"This argument is over," she said, and grabbed a chicken wing from the fridge.

"Fine," I said.

"Now that you're home, will you explain the thing from earlier?" she asked.

"Yeah," I replied, making a 'follow me' gesture.

Once we were in my room, I closed the door. Dani started to say something but I hushed her. From that annoying interrogation, I figured S.H.I.E.L.D. had probably given Peter an order to check out my journal. That meant that there were probably cameras hidden in the room. Dani waited silently while I tried to figure out how to hunt down the cameras.

_For once, having Technus here could actually be of some benefit,_ I thought.

Thinking of no way to get the cameras, Dani and I went outside and found somewhere to change. We took to the skies and I explained Dan to her.

"How does he still exist if you prevented that future from happening?" asked Dani at the end of the explanation.

"He exists outside of time. He was being kept in Clockwork's lair, but Vlad stole the thermos when he went there to find a natural portal," I said.

We flew together a little while longer before we went home.

At 10:50, I snuck out of the house to go to the Daily Bugle. I settled on top and Peter, a.k.a. Spider Man, arrived.

"So, what did you want to talk about?" asked Spider Man.

I chuckled a little bit and said, "Our lives, or afterlives, are more similar than you know."

"What makes you say that?"

"Well, what's not similar?"

"For starters, you can do whatever you want, whenever you want."

I burst out laughing.

"What?"

"Sorry, it's just that's not true by a long shot."

"What obligations does a ghost have?"

"Eh, another time. No, just stop now. You and I are very similar."

"How?"

"I said another time."

"Is this whole thing the only thing you wanted to talk about?"

Now, finally, I could have my Clockwork fun. Don't get me wrong, I still respected secret identities, but I already knew his, so I wanted to have Clockwork fun.

"No, Peter Parker," I said.

"I'm Spider Man. Who's Peter Parker? A civilian?" he replied.

Now, I'll say, this guy did an excellent job of covering his identity up. He didn't even tense up when I called him by name.

"Don't play dumb. I know who you are," I said.

It looked like he knew perfectly well I knew for certain, so he dropped the act.

"How did you know?" he asked sighing.

"I know everything," I said, imitating Clockwork.

Then, his wrist beeped and that nosy, little jerk appeared on screen.

"Spider Man, we have a theory as to why Phantom looks like Daniel Fenton. Come to the helicarrier. The rest of the team is already here," said Nick Fury.

"Uh, I gotta run," Spider Man said awkwardly, slowly backing away from me as if he expected me to ask what the heck he said to S.H.I.E.L.D..

Instead, I paled underneath my cloak and turned invisible. I followed him to the helicarrier. I really hoped they didn't consider ghost-human hybrids a possibility. I listened invisibly in the corner of a room while Fury started to talk.

"From Fenton's journal, we already knew that Phantom and Fenton had some sort of connection. It's obvious they come from the same place," started Fury. I flinched at the similarity between Phantom and Fenton. "From what Spider Man said, Phantom looks almost exactly like Fenton. Because Phantom is a ghost, we can gather that easily enough, it probably means he wants revenge on a living person. I heard from a paranormal expert that most ghosts don't move on because they want revenge on a living person. I believe that Phantom wants revenge on Fenton."

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**Sorry I didn't have any of Peter's POV. I'll have that next chapter, I promise.**


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